Ben's New Look: Mallrats
by ShinnokRaiden99
Summary: Done as a request. After a hormonely-driven adventure is interrupted by a rat, Ben finds himself at his cousin's mercy.


Ben Tennyson leaned back and yawned irritably. It was a bright and sunny Sunday afternoon... and he was stuck in a girl's clothing store.

He supposed it couldn't be helped; he and his family had been ambushed by Sixsix the bounty hunter that morning, and though a few blows from Fourarms sorted the bounty hunter out, the Rust Bucket was pretty beat up in the fight. They had no choice but to push the derelict vehicle to the nearest town. Grandpa Max had given the two of them some money to head out to the mall while he acquired the parts needed (presumably through some special Plumbers network).

And of course Gwen had insisted that her cousin come with her while she went clothes shopping. Fan-freaking-tastic.

The ten-year-old hero yawned again as he glanced over to the changing rooms. Why did it always take girls so long to get changed? As his eyes wandered he noticed a ventilation shaft running across the tops of the changing cubicles, which ended at the wall he was leaning against. And he did admit, several of the girls he saw heading into the changing rooms were really pretty...

Ben smirked as his hormones got the better of him. With a quick check to his left and right to make sure no one was around, he slammed his hand down on the Omnitrix, and with a bright green flash Ben Tennyson was replaced by the tiny Grey Matter.

Chuckling to himself, Grey Matter quickly scaled the wall and slipped through the gaps in the air vent, entering the air conditioning. Who would ever expect an alien to be spying on the girls as they get changed? It was the perfect crime! Grey Matter giggled to himself as he slowly crawled through the metal chamber; even in this small form, he could barely fit as made his way through it.

The Galvan skipped over the first cubicle; he knew Gwen was in there, and the idea of spying on his cousin icked him out. He instead headed over to the next vent, where a glance downward showed a beautiful blonde was trying on a slinky red dress. Grey Matter's face blushed a shade of blue (don't ask, alien biology is weird) as he watched her slowly start to unzip the back...

Squeak, squeak!

The grey alien was snapped out of his day dream by the noise coming from his side. Slowly turning his head, Grey Matter met with the steely gaze of a huge black rat. Normally, this wouldn't be an issue, but it was baring his fangs at him, and at his current size it was like being threatened by an angry lion.

"E-easy there, mousie..." Grey Matter stammered as he slowly backed away. The rat lunged, and Grey Matter was forced to dive back. As the black furred creature closed in, the grey alien heard a creaking from beneath as the panel they stood on couldn't support their weight, and it collapsed. And if that wasn't enough, a familiar beep signalled the Omnitrix's timeout.

"AAAAHH!" a familiar scream caught Ben's attention as he found himself upside down on a changing room bench. Looking up, he found himself face to face with his cousin Gwen, clad only in a pair of white panties and holding a dress against her upper body.

"BEN!?" she screamed, her face red with rage and embarrasment as her cousin slowly righted himself.

"Gw-Gwen, listen, I can explain..." he whispered, as there came a knock at the door.

"Is everything alright in there?" a young woman's voice asked. Gwen glanced at her cousin, who looked back pleadingly, as she finally gave in.

"Yes, everything's fine... just saw a little rat..." she muttered, the last part particularly venomous as she glared at Ben. The boy's face went pink; she had no idea how right she was.

"Alright..." the clerk relented, and her footsteps could be heard walking away. Gwen turned to her Omnitrix-weilding cousin, demanding an explanation.

Ben gulped and explained the situation involving Grey Matter and the rat, as Gwen raised an eyebrow. "Alright... but why were you in the vent in the first place?"

Ben's face went redder, as Gwen's eyes widened in realisation. "You little pervert!" she snapped, slapping him in the shoulder. Ben just looked down at his feet in shame.

"Please don't tell Grandpa..." he begged. Gwen stared at him as she considered snitching on him, but knowing Max he'd probably just get grounded, or have his games taken away. Suddenly an idea entered her head, and she grinned evilly.

"Alright, Ben. I won't tell, but in exchange..." She picked up a pink hoodie and giggle evilly, as Ben gulped in fear.

"Come on, Ben, hurry up!" Gwen yelled with a laugh. She had since changed back into her blue kitty-shirt and white jeans, and she was sitting outside the changing rooms. All of the other women getting changed had left (Gwen thought she heard a few cries about a rat?), so she was free to be as loud as she wanted.

"I'm not coming out!" Ben snapped back. Gwen smirked as she held her hand out, and it glowed with blue energy.

"Unlokdus, Openius Kumoutde!" she chanted. The changing room door glowed the same blue light as the door opened, revealing why Ben didn't want to come out.

Gone was the black and white t-shirt and cargo pants. Instead, Ben was wearing a baby pink hoodie, across the front of which was written the words "Pink Princess" in a girlish cursive. Extending down from the bottom was a hot pink ruffle skirt, that stopped an inch or two above Ben's knees; his legs, meanwhile, were clad in pink and white striped thigh-high socks, while a silver pair of sandals with a three inch heels completed the ensemble. The boy's face went crimson as he tried to cover himself with his arms, while his redheaded cousin just burst out laughing.

"You look so cute, Ben! Pink is definately your colour!"

"Sh-shut up!" Ben yelled, utterly humiliated. "This isn't funny!"

"You're right; it's hilarious!"

Ben just rolled his eyes as he fidgeted with the skirt uncomfortably. "Well, fine, you've had your laugh. I can get changed now, right?"

Gwen grinned. "What? We're just getting started!" she laughed, as she grabbed Ben's wrist and began to pull him out of the changing rooms. The boy in pink desperately tried to pull back, but Gwen was surprisingly stronger than she looked plus he kept stumbling in these ridiculous shoes, and he ended up being pulled into the open and to the front counter.

The clerk's eyes went wide as she saw the crossdressed ten year old, and as Gwen explained the situation (coming up with a story about Ben losing a bet), she covered her mouth and tried not to laugh as she rang up the clothing.

"Will madam and..." she glanced at Ben and grinned. "...madam be needing anything else?" she asked, causing Ben to blush more. Gwen just grinned.

"Oh yeah, nearly forgot!" she cried, as with one swift motion she whipped Ben's new hoodie off, revealing a lilac top with spaghetti straps. "Better ring this up too!"

The clerk burst out laughing but did as she was asked, while a furiously blushing Ben quickly pulled his hoodie back on. Gwen paid for the clothing (with Ben's money, of course), and pulled her girlified cousin out of the store.

Ben immediately pulled his hood up, trying not to draw too much attention to himself. Unfortunately, his bright pink outfit and the click-clack of his high heels drew everyone's attention. Praying no one recognised him, he leaned over to whisper in Gwen's ear.

"Come on, Gwen, where are we going now?" he asked as sickening thought entered his head. "You're not going to let Grandpa see me like this, are you?"

"Oh, of course not!" Gwen giggled, and Ben breathed a sigh of relief. Gwen gave a Cheshire Cat grin before continuing. "We're heading to the salon first! Do your makeup, hair, nails, get you looking your best! THEN we can show you to Grandpa!"

All of the colour drained from Ben's face, and while he was still reeling, Gwen pulled his hood down. "And get that silly thing down! After all, we want everyone to see how pretty you are!"

Seeing that the ultra-feminine girl they had been looking at was really a boy, Ben's ears were filled with the laughter of everyone around him. All the other people were laughing, pointing and whispering about him.

Ben just whimped in humiliation and kept his eyes on the floor while Gwen giggled. She didn't know how to feel. Happy that she had finally one-upped her cousin, content that he had gotten what he deserved for spying on those girls... or offended that he looked better in those clothes than she did!

Glancing back at her cousin, the redheaded witch grinned as she got another idea. Making sure that no one was looking at her, she discreetly pointed at Ben and muttered "Feminisa poseon" beneath her breath.

The spell took immediate effect, causing Ben's entire stance to change. He was no longer slouching, instead he stood up straight with his chest out and his shoulders back. A grin slowly appeared on his face, even though he felt like doing anything but grinning, as he placed one hand against his hip and the other behind his head, bending one knee inwards. Immediately the laughter intensified, as Ben's audience drew their cameras and cellphones to snap pictures and videos as the young hero posed for them.

Ben wanted to cry, to scream at them to stop. But the spell had a hold of him, and he just smiled and struck pose after pose, showing off his new clothes and blowing kisses to the boys in the audience.

Gwen meanwhile, took a seat on a nearby bench and watched the show. This was going to be a fun day...

BEN TENNYSON'S NEW LOOK: MALLRATS - END


End file.
